Annual report pursuant to Section 13 and 15(d)

Real Estate and Lease Intangibles

v3.6.0.2
Real Estate and Lease Intangibles
12 Months Ended
Dec. 31, 2016
Real Estate [Abstract]  
Real Estate and Lease Intangibles
REAL ESTATE AND LEASE INTANGIBLES
All of our properties are wholly-owned on a fee-simple basis. The following table provides certain summary information about our 58 farms as of December 31, 2016: 
Property Name
 
Location
 
Date
Acquired
 
No. of
Farms
 
Total
Acres
 
Farm
Acres
 
Lease
Expiration
Date
 
Net Cost
Basis
(1)
 
Encumbrances(2)
 
San Andreas
 
Watsonville, CA
 
6/16/1997
 
1
 
307
 
238
 
12/31/2020
 
$
4,747,051

 
$
6,917,247

 
West Gonzales
 
Oxnard, CA
 
9/15/1998
 
1
 
653
 
502
 
6/30/2020
 
12,030,677

 
26,956,919

 
West Beach
 
Watsonville, CA
 
1/3/2011
 
3
 
196
 
195
 
12/31/2023
 
9,270,197

 
6,032,246

 
Dalton Lane
 
Watsonville, CA
 
7/7/2011
 
1
 
72
 
70
 
10/31/2020
 
2,672,113

 
2,085,347

 
Keysville Road
 
Plant City, FL
 
10/26/2011
 
2
 
61
 
56
 
6/30/2020
 
1,239,052

 
897,600

 
Colding Loop
 
Wimauma, FL
 
8/9/2012
 
1
 
219
 
181
 
8/4/2017
 
3,837,942

 
2,640,000

 
Trapnell Road
 
Plant City, FL
 
9/12/2012
 
3
 
124
 
110
 
6/30/2017
(3) 
3,808,117

 
2,389,500

 
38th Avenue
 
Covert, MI
 
4/5/2013
 
1
 
119
 
89
 
4/4/2020
 
1,236,907

 
543,207

 
Sequoia Street
 
Brooks, OR
 
5/31/2013
 
1
 
218
 
206
 
5/31/2028
 
3,073,737

 
1,705,915

 
Natividad Road
 
Salinas, CA
 
10/21/2013
 
1
 
166
 
166
 
10/31/2024
 
8,914,338

 
4,323,279

 
20th Avenue
 
South Haven, MI
 
11/5/2013
 
3
 
151
 
94
 
11/4/2018
 
1,813,535

 
914,501

 
Broadway Road
 
Moorpark, CA
 
12/16/2013
 
1
 
60
 
46
 
12/15/2023
 
2,870,878

 
1,698,795

 
Oregon Trail
 
Echo, OR
 
12/27/2013
 
1
 
1,895
 
1,640
 
12/31/2023
 
13,972,826

 
8,137,938

 
East Shelton
 
Willcox, AZ
 
12/27/2013
 
1
 
1,761
 
1,320
 
2/29/2024
 
7,681,498

 
4,236,814

 
Collins Road
 
Clatskanie, OR
 
5/30/2014
 
2
 
200
 
157
 
9/30/2024
 
2,314,502

 
1,556,381

 
Spring Valley
 
Watsonville, CA
 
6/13/2014
 
1
 
145
 
110
 
9/30/2022
 
5,716,822

 
3,522,201

 
McIntosh Road
 
Dover, FL
 
6/20/2014
 
2
 
94
 
78
 
6/30/2017
(4) 
2,428,657

 
1,439,640

 
Naumann Road
 
Oxnard, CA
 
7/23/2014
 
1
 
68
 
66
 
7/31/2017
 
6,752,465

 
3,524,744

 
Sycamore Road
 
Arvin, CA
 
7/25/2014
 
1
 
326
 
322
 
10/31/2024
 
6,810,009

 
3,933,167

 
Wauchula Road
 
Duette, FL
 
9/29/2014
 
1
 
808
 
590
 
9/30/2024
 
13,318,605

 
7,329,863

 
Santa Clara Avenue
 
Oxnard, CA
 
10/29/2014
 
2
 
333
 
331
 
7/31/2017
 
24,099,573

 
13,732,770

 
Dufau Road
 
Oxnard, CA
 
11/4/2014
 
1
 
65
 
64
 
11/3/2017
 
6,001,644

 
3,675,000

 
Espinosa Road
 
Salinas, CA
 
1/5/2015
 
1
 
331
 
329
 
10/31/2020
 
16,062,427

 
10,178,000

 
Parrish Road
 
Duette, FL
 
3/10/2015
 
1
 
419
 
412
 
6/30/2025
 
4,094,292

 
2,374,680

 
Immokalee Exchange
 
Immokalee, FL
 
6/25/2015
 
2
 
2,678
 
1,644
 
6/30/2020
 
15,408,261

 
9,360,000

 
Holt County
 
Stuart, NE
 
8/20/2015
 
1
 
1,276
 
1,052
 
12/31/2018
 
5,404,736

 
3,301,000

 
Rock County
 
Bassett, NE
 
8/20/2015
 
1
 
1,283
 
1,049
 
12/31/2018
 
5,384,329

 
3,301,000

 
Bear Mountain
 
Arvin, CA
 
9/3/2015
 
3
 
854
 
841
 
1/9/2031
 
26,837,231

 
11,279,182

 
Corbitt Road
 
Immokalee, FL
 
11/2/2015
 
1
 
691
 
390
 
12/31/2021
 
3,733,152

 
2,165,760

 
Reagan Road
 
Willcox, AZ
 
12/22/2015
 
1
 
1,239
 
875
 
12/31/2025
 
5,717,113

 
3,210,000

 
Gunbarrel Road
 
Alamosa, CO
 
3/3/2016
 
3
 
6,191
 
4,730
 
2/28/2021
(5) 
24,704,494

 
15,303,500

 
Calaveras Avenue
 
Coalinga, CA
 
4/5/2016
 
1
 
453
 
435
 
10/31/2025
 
15,187,423

 
9,161,418

 
Orange Avenue
 
Fort Pierce, FL
 
7/1/2016
 
1
 
401
 
400
 
6/30/2023
 
5,088,923

 
3,072,602

 
Lithia Road
 
Lithia, FL
 
8/11/2016
 
1
 
72
 
55
 
5/31/2021
 
1,694,521

 
1,020,000

 
Baca County
 
Edler, CO
 
9/1/2016
 
5
 
7,384
 
6,785
 
12/31/2020
 
6,381,955

 
3,051,727

 
Diego Ranch
 
Stanislaus, CA
 
9/14/2016
 
1
 
1,357
 
1,309
 
11/15/2019
 
13,999,584

 
7,273,282

 
Nevada Ranch
 
Merced, CA
 
9/14/2016
 
1
 
1,130
 
1,021
 
11/15/2019
 
13,234,157

 
6,713,799

 
Central Avenue
 
Kerman, CA
 
10/13/2016
 
1
 
197
 
195
 
10/31/2026
 
6,491,229

 
3,900,000

 
Horse Creek
 
Baca, CO
 
12/28/2016
 
1
 
16,595
 
11,742
 
12/31/2020
 
11,711,818

 
5,900,005


 
 
 
 
 
 
58
 
50,592
 
39,895
 
 
 
$
325,746,790

 
$
208,759,029

 
(1) 
Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Includes Investments in real estate, net and Lease intangibles, net; plus net above-market lease values included in Other assets; and less net below-market lease values, deferred revenue and unamortized tenant improvements included in Other liabilities, each as shown on the accompanying Consolidated Balance Sheet.
(2) 
Excludes approximately $1.4 million of deferred financing costs related to mortgage notes and bonds payable included in Mortgage notes and bonds payable, net on the accompanying Consolidated Balance Sheet.
(3) 
There are three agricultural leases and one commercial lease on this property. Each of the agricultural leases expires on June 30, 2017, and the commercial lease expires on June 30, 2018.
(4) 
There are two leases in place on this property, one expiring on June 30, 2017, and the other expiring on June 30, 2019.
(5) 
The lease agreement on this property includes two terms. The rental period for the land expires on February 28, 2021, and the rental period for the facilities expires on June 30, 2021.
Real Estate
The following table sets forth the components of our investments in tangible real estate assets as of December 31, 2016 and 2015: 
 
 
December 31, 2016
 
December 31, 2015
Real estate:
 
 
 
 
Land and land improvements
 
$
265,984,509

 
$
192,020,381

Irrigation systems
 
33,968,693

 
21,849,508

Buildings and improvements
 
14,670,759

 
11,184,647

Horticulture
 
17,759,193

 
1,490,695

Other site improvements
 
4,993,440

 
1,872,606

Real estate, at cost
 
337,376,594

 
228,417,837

Accumulated depreciation
 
(11,065,973
)
 
(6,634,412
)
Real estate, net
 
$
326,310,621

 
$
221,783,425


Real estate depreciation expense on these tangible assets was $4,445,756, $2,271,766 and $1,384,960 for the years ended December 31, 2016, 2015 and 2014, respectively.
Included in the figures above are amounts related to improvements on certain of our properties paid for by our tenants but owned by us, or tenant improvements. As of December 31, 2016, and 2015, we recorded tenant improvements, net of accumulated depreciation, of $1,845,427 and $1,183,020, respectively. We recorded both depreciation expense and additional rental revenue related to these tenant improvements of $146,782, $62,229 and $56,760 during the years ended December 31, 2016, 2015 and 2014, respectively.
Intangible Assets and Liabilities
The following table summarizes the carrying value of lease intangibles and the accumulated amortization for each intangible asset or liability class as of December 31, 2016 and 2015:
 
 
December 31, 2016
 
December 31, 2015
Lease intangibles:
 
 
 
 
In-place leases
 
$
1,480,842

 
$
1,225,955

Leasing costs
 
1,086,582

 
677,112

Tenant relationships
 
705,955

 
886,743

Lease intangibles, at cost
 
3,273,379

 
2,789,810

Accumulated amortization
 
(1,273,606
)
 
(1,026,269
)
Lease intangibles, net
 
$
1,999,773

 
$
1,763,541


Total amortization expense related to these lease intangible assets, including amounts charged to amortization expense due to early lease terminations, was $741,493, $841,726 and $350,684 for the years ended December 31, 2016, 2015 and 2014, respectively. During the years ended December 31, 2016, 2015 and 2014, we charged $8,635, $20,255 and $43,328, respectively, to amortization expense due to early lease terminations.
The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets and Other liabilities, respectively, on the accompanying Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of December 31, 2016, and 2015.
 
 
December 31, 2016
 
December 31, 2015
Intangible Asset or Liability
 
Deferred
Rent Asset
(Liability)
 
Accumulated
(Amortization)
Accretion
 
Deferred
Rent Asset
(Liability)
 
Accumulated
(Amortization)
Accretion
Above-market lease values(1)
 
$
19,528

 
$
(14,050
)
 
$
19,528

 
$
(7,540
)
Below-market lease values and deferred revenue(2)
 
(785,045
)
 
61,389

 
(202,579
)
 
23,205

 
 
$
(765,517
)
 
$
47,339

 
$
(183,051
)
 
$
15,665

(1) 
Above-market lease values are included as part of Other assets in the accompanying Consolidated Balance Sheets, and the related amortization is recorded as a reduction of rental income.
(2) 
Below-market lease values and deferred revenue are included as a part of Other liabilities in the accompanying Consolidated Balance Sheets, and the related accretion is recorded as an increase to rental income.
Total amortization related to above-market lease values and deferred revenue was $6,509, $16,934 and $9,027 for the years ended December 31, 2016, 2015 and 2014, respectively. Total accretion related to below-market lease values and deferred revenue was $38,184, $178,617 and $146,534 for the years ended December 31, 2016, 2015 and 2014, respectively.
The estimated aggregate amortization expense to be recorded related to in-place leases, leasing costs and tenant relationships and the estimated net impact on rental income from the amortization or accretion of above- and below-market lease values and deferred revenue for each of the five succeeding fiscal years and thereafter is as follows:
Period
 
Estimated
Amortization
Expense
 
Estimated Net
Increase to
Rental Income
For the fiscal years ending December 31:
2017
 
$
492,153

 
$
58,294

 
2018
 
392,191

 
52,815

 
2019
 
354,790

 
58,294

 
2020
 
265,599

 
58,294

 
2021
 
100,113

 
57,193

 
Thereafter
 
394,927

 
433,288

 
 
 
$
1,999,773

 
$
718,178


New Real Estate Activity
Until our adoption of ASU 2017-01, which clarified the definition of a business, certain acquisitions during the periods presented were accounted for as business combinations in accordance with ASC 805, as there was a prior leasing history on the property. As such, the fair value of all assets acquired and liabilities assumed were determined in accordance with ASC 805, and all acquisition-related costs were expensed as incurred, other than those costs directly related to reviewing or assigning leases that we assumed upon acquisition, which were capitalized as part of leasing costs. Upon our early adoption of ASU 2017-01, effective October 1, 2016, acquisitions with a prior leasing history will generally be treated as an asset acquisition under ASC 360. For acquisitions accounted for as asset acquisitions under ASC 360, all acquisition-related costs were capitalized and included as part of the fair value allocation of the identifiable tangible and intangible assets acquired, other than those costs that directly related to originating new leases we executed upon acquisition, which were capitalized as part of leasing costs.
In addition, total consideration for acquisitions may include a combination of cash and equity securities, such as OP Units. When OP Units are issued in connection with acquisitions, we determine the fair value of the OP Units issued based on the number of units issued multiplied by the closing price of the Company’s common stock on the date of acquisition.
2016 New Real Estate Activity
During the year ended December 31, 2016, we acquired 15 new farms in nine separate transactions, which are summarized in the table below.
Property
Name
 
Property
Location
 
Acquisition
Date
 
Total
Acreage
 
No. of
Farms
 
Primary
Crop(s)
 
Lease
Term
 
Renewal
Options
 
Total
Purchase
Price
 
Acquisition
Costs
 
Annualized
Straight-line
Rent
(1)
 
New
Long-term
Debt Issued
Gunbarrel Road (2)
 
Alamosa, CO
 
3/3/2016
 
6,191
 
3
 
Organic Potatoes
 
5 years
 
1 (5 years)
 
$
25,735,815

 
$
119,085

(3) 
$
1,590,614

 
$
15,531,000

Calaveras Avenue
 
Coalinga, CA
 
4/5/2016
 
453
 
1
 
Pistachios
 
10 years
 
1 (5 years)
 
15,470,000

 
38,501

(4) 
773,500

(5) 
9,282,000

Orange Avenue
 
Fort Pierce, FL
 
7/1/2016
 
401
 
1
 
Vegetables
 
7 years
 
2 (7 years)
 
5,100,000

 
37,615

(4) 
291,173

 
3,120,000

Lithia Road
 
Plant City, FL
 
8/11/2016
 
72
 
1
 
Strawberries
 
5 years
 
None
 
1,700,000

 
38,296

(3) 
97,303

 
1,020,000

Baca County(6)
 
Edler, CO
 
9/1/2016
 
7,384
 
5
 
Grass Hay
and Alfalfa
 
4 years
 
1 (5 years)
 
6,322,853

 
72,558

(4) 
383,734

 

Diego Ranch(7)
 
Stanislaus, CA
 
9/14/2016
 
1,357
 
1
 
Almonds
 
3 years
 
3 (5 years) & 1 (3 years)
 
13,996,606

 
63,909

(3) 
621,092

 

Nevada Ranch
 
Merced, CA
 
9/14/2016
 
1,130
 
1
 
Almonds
 
3 years
 
3 (5 years) & 1 (3 years)
 
13,231,832

 
41,650

(3) 
574,256

 

Central Avenue
 
Kerman, CA
 
10/13/2016
 
197
 
1
 
Almonds
 
10 years
 
2 (5 years)
 
6,500,000

 
29,284

(4) 
325,032

 
3,900,000

Horse Creek(8)
 
Baca, CO
 
12/28/2016
 
16,595
 
1
 
Grass Hay
and Alfalfa
 
4 years
 
1 (5 years)
 
11,664,849

 
54,644

(4) 
716,967

 

 
 
 
 
 
 
33,780
 
15
 
 
 
 
 
 
 
$
99,721,955

 
$
495,542

 
$
5,373,671

 
$
32,853,000


(1) 
Annualized straight-line amount is based on the minimum cash rental payments guaranteed under the lease, as required under GAAP.
(2) 
As partial consideration for the acquisition of this property, we issued 745,879 OP Units, constituting an aggregate fair value of approximately $6.5 million as of the acquisition date. We incurred $25,500 of legal costs in connection with the issuance of these OP Units.
(3) 
Acquisition accounted for as a business combination under ASC 805. In aggregate, $9,520 of these costs related to direct leasing costs incurred in connection with these acquisitions.
(4) 
Acquisition accounted for as an asset acquisition under ASC 360.
(5) 
Lease provides for a variable rent component based on the gross crop revenues earned on the property. The figure above represents only the minimum cash rents guaranteed under the lease.
(6) 
As partial consideration for the acquisition of this property, we issued 125,677 Units, constituting an aggregate fair value of approximately $1.5 million as of the acquisition date. We incurred $8,235 of legal costs in connection with the issuance of these OP Units.
(7) 
As partial consideration for the acquisition of this property, we issued 343,750 OP Units, constituting an aggregate fair value of approximately $3.9 million as of the acquisition date. We incurred $21,710 of legal costs in connection with the issuance of these OP Units.
(8) 
As partial consideration for the acquisition of this property, we issued 233,952 OP Units, constituting an aggregate fair value of approximately $2.6 million as of the acquisition date. We incurred $7,675 of legal costs in connection with the issuance of these OP Units.
The preliminary allocation of the purchase price for the farms acquired during the year ended December 31, 2016, are as follows:
Property Name
 
Land and Land
Improvements
 
Buildings
 
Irrigation
Systems
 
Other
Improvements
 
Horticulture
 
In-place
Leases
 
Leasing
Costs
 
Above
(Below)-
Market
Leases
 
Total
Purchase
Price
Gunbarrel Road
 
$
16,755,814

 
$
3,438,291

 
$
2,830,738

 
$
2,079,102

 
$

 
$
381,977

 
$
249,893

 
$

 
$
25,735,815

Calaveras Avenue
 
3,615,436

 

 
424,112

 

 
11,430,452

 

 

 

 
15,470,000

Orange Avenue
 
4,135,741

 
29,777

 
934,482

 

 

 

 

 

 
5,100,000

Lithia Road
 
1,461,090

 
10,656

 
213,325

 

 

 
7,739

 
16,265

 
(9,075
)
 
1,700,000

Baca County
 
6,111,287

 
211,566

 

 

 

 

 

 

 
6,322,853

Diego Ranch
 
14,114,337

 

 
45,465

 

 

 
58,445

 
94,806

 
(316,447
)
 
13,996,606

Nevada Ranch
 
12,844,650

 

 
504,445

 

 

 
53,197

 
86,483

 
(256,943
)
 
13,231,832

Central Avenue
 
2,924,232

 

 
138,237

 

 
3,437,531

 

 

 

 
6,500,000

Horse Creek
 
11,388,317

 

 
108,027

 
168,505

 

 

 

 

 
11,664,849

 
 
$
73,350,904

 
$
3,690,290

 
$
5,198,831

 
$
2,247,607

 
$
14,867,983

 
$
501,358

 
$
447,447

 
$
(582,465
)
 
$
99,721,955


The allocations of the purchase prices for certain of the properties acquired during the year ended December 31, 2016, that were accounted for as business combinations are preliminary and may change during the measurement period if we obtain new information regarding the assets acquired or liabilities assumed at the acquisition date.
Below is a summary of the total operating revenues and earnings recognized on the properties acquired during the year ended December 31, 2016:
 
 
 
 
 
For the year ended December 31, 2016
Property Name
 
Acquisition Date
 
 
Operating
Revenues
 
Earnings(1)
Gunbarrel Road
 
3/3/2016
 
 
$
1,316,960

 
$
(210,622
)
Calaveras Avenue
 
4/5/2016
 
 
570,615

 
(6,745
)
Orange Avenue
 
7/1/2016
 
 
145,587

 
31,442

Lithia Road
 
8/11/2016
 
 
37,927

 
(16,741
)
Baca County
 
9/1/2016
 
 
127,911

 
122,687

Diego Ranch
 
9/14/2016
 
 
186,328

 
141,404

Nevada Ranch
 
9/14/2016
 
 
172,277

 
128,093

Central Avenue
 
10/13/2016
 
 
70,773

 
(927
)
Horse Creek
 
12/28/2016
 
 
7,709

 
7,709

 
 
 
 
 
$
2,636,087

 
$
196,300


(1) 
In aggregate, includes $206,210 of non-recurring acquisition-related costs during the year ended December 31, 2016.
2015 New Real Estate Activity
During the year ended December 31, 2015, we acquired 11 new farms in eight separate transactions, which are summarized in the table below.
Property Name
 
Property
Location
 
Acquisition
Date
 
Total
Acreage
 
No.
of
Farms
 
Primary
Crop(s)
 
Lease
Term
 
Renewal
Options
 
Total
Purchase
Price
 
Acquisition
Costs
 
Annualized
Straight-line
Rent(1)
 
Net Long-term
Debt Issued
Espinosa Road(2)
 
Salinas, CA
 
1/5/2015
 
331
 
1
 
Strawberries
 
1.8 years
 
None
 
$
16,905,500

 
$
89,885

(3) 
$
778,342

 
$
10,178,000

Parrish Road
 
Duette, FL
 
3/10/2015
 
419
 
1
 
Strawberries
 
10.3 years
 
2 (5 years)
 
3,913,280

 
103,610

(3) 
251,832

 
2,374,680

Immokalee Exchange
 
Immokalee, FL
 
6/25/2015
 
2,678
 
2
 
 Misc. Vegetables
 
5.0 years
 
2 (5 years)
 
15,757,700

 
152,571

(3) 
960,104

 
9,360,000

Holt County
 
Stuart, NE
 
8/20/2015
 
1,276
 
1
 
 Misc. Vegetables
 
3.4 years
 
None
 
5,504,000

 
27,589

(3) 
289,815

 
3,301,000

Rock County
 
Bassett, NE
 
8/20/2015
 
1,283
 
1
 
 Misc. Vegetables
 
3.4 years
 
None
 
5,504,000

 
27,589

(3) 
289,815

 
3,301,000

Bear Mountain
 
Arvin, CA
 
9/3/2015
 
854
 
3
 
Almonds
 
15.4 years
 
1 (10 years)
 
18,922,500

 
117,742

(4) 
828,608

 
21,138,196

Corbitt Road
 
Immokalee, FL
 
11/2/2015
 
691
 
1
 
Misc. Vegetables
 
6.1 years
 
1 (6 years)
 
3,760,000

 
77,259

(4) 
226,938

 
3,760,000

Reagan Road
 
Willcox, AZ
 
12/22/2015
 
1,239
 
1
 
Corn
 
10.0 years
 
2 (5 years)
 
5,700,000

 
44,871

(4) 
319,240

 
3,891,000

 
 
 
 
 
 
8,771
 
11
 
 
 
 
 
 
 
$
75,966,980

 
$
641,116

  
$
3,944,694

 
$
57,303,876

 
(1) 
Annualized straight-line amount is based on the minimum cash rental payments guaranteed under the lease.
(2) 
In connection with this acquisition, our Adviser earned a finder’s fee of $320,905, which was fully credited back to us by our Adviser during the three months ended March 31, 2015. See Note 6, “Related- Party Transactions” for further discussion on this fee.
(3) 
Acquisition accounted for as a business combination under ASC 805. In aggregate, we incurred $11,825 of direct leasing costs in connection with these acquisitions.
(4) 
Acquisition accounted for as an asset acquisition under ASC 360.
We determined the fair value of assets acquired and liabilities assumed related to the properties acquired during the year ended December 31, 2015, to be as follows:
Property Name
 
Land and Land
Improvements
 
Buildings and
Improvements
 
Irrigation
System
 
In-place
Leases
 
Leasing
Costs
 
Tenant
Relationships
 
Above (Below)-
Market Leases & (Deferred Revenue)
 
Total
Purchase
Price
Espinosa Road
 
$
15,852,466

 
$
84,478

 
$
497,401

 
$
246,472

 
$
43,895

 
$
180,788

 
$

 
$
16,905,500

Parrish Road
 
2,403,064

 
42,619

 
1,299,851

 
54,405

 
77,449

 
35,892

 

 
3,913,280

Immokalee Exchange
 
14,410,840

 
273,107

 
515,879

 
229,406

 
148,691

 
179,777

 

 
15,757,700

Holt County
 
4,690,369

 
56,253

 
729,884

 

 
27,494

 

 

 
5,504,000

Rock County
 
4,862,314

 
72,232

 
540,589

 

 
28,865

 

 

 
5,504,000

Bear Mountain
 
18,428,247

 

 
494,253

 

 

 

 

 
18,922,500

Corbitt Road
 
3,186,765

 
254,963

 
470,875

 

 

 

 
(152,603
)
 
3,760,000

Reagan Road
 
4,207,040

 
18,366

 
1,474,594

 

 

 

 

 
5,700,000

 
 
$
68,041,105

 
$
802,018

 
$
6,023,326

 
$
530,283

 
$
326,394

 
$
396,457

 
$
(152,603
)
 
$
75,966,980


Below is a summary of the total operating revenues and earnings recognized on the properties acquired during the year ended December 31, 2015:
Property Name
 
Acquisition Date
 
Operating
Revenues
 
Earnings(1)
Espinosa Road
 
1/5/2015
 
$
769,972

 
$
(33,169
)
Parrish Road
 
3/10/2015
 
203,341

 
(105,830
)
Immokalee Exchange
 
6/25/2015
 
480,052

 
40,504

Holt County
 
8/20/2015
 
105,954

 
24,716

Rock County
 
8/20/2015
 
105,954

 
19,153

Bear Mountain
 
9/3/2015
 
271,599

 
249,958

Corbitt Road
 
11/2/2015
 
29,970

 
(13,434
)
Reagan Road
 
12/22/2015
 
8,582

 
507

 
 
 
 
$
1,975,424

 
$
182,405

 
(1) 
In aggregate, includes $388,594 of non-recurring acquisition-related costs during the year ended December 31, 2015.

Acquired Intangibles and Liabilities
The following table shows the weighted-average amortization period, in years, for the intangible assets acquired and liabilities assumed in connection with the new properties acquired during the years ended December 31, 2016 and 2015:
 
 
Weighted-Average
Amortization Period (in Years)
Intangible Assets and Liabilities
 
2016
 
2015
In-place leases
 
8.7
 
4.1
Leasing costs
 
11.6
 
5.5
Tenant relationships
 
0.0
 
9.5
Below-market lease and sale inducement values
 
20.9
 
6.2
All intangible assets and liabilities
 
14.2
 
6.2

Pro-Forma Information
During each of the years ended December 31, 2016 and 2015, we acquired six farms in transactions that qualified as business combinations. The following table reflects pro-forma consolidated financial information as if each farm was acquired on January 1 of the respective prior fiscal year. In addition, pro-forma earnings have been adjusted to assume that acquisition-related costs related to these farms were incurred at the beginning of the previous fiscal year.
 
 
 
For the Years Ended December 31,
 
 
2016
 
2015
 
 
(Unaudited)
 
(Unaudited)
Operating Data:
 
 
 
 
Total operating revenue
 
$
18,205,615

 
$
13,552,489

Net income (loss) attributable to the company
 
900,749

 
(418,776
)
Share and Per-share Data:
 
 
 
 
Earnings (loss) per share of common stock – basic and diluted
 
$
0.09

 
$
(0.05
)
Weighted-average common shares outstanding – basic and diluted
 
10,007,350

 
8,639,397


The pro-forma consolidated results are prepared for informational purposes only. They are not necessarily indicative of what our consolidated financial condition or results of operations actually would have been assuming the acquisitions had occurred at the beginning of the respective previous periods, nor do they purport to represent our consolidated financial position or results of operations for future periods.
Significant Existing Real Estate Activity
On February 1, 2016, we completed certain irrigation improvements on Sycamore Road to increase overall water availability at a total cost of $993,319. As stipulated in the lease agreement with our tenant, we will earn additional rent on the total cost commensurate with the annual yield on the farmland, which will result in additional straight-line rental income of $53,550 per year throughout the remaining lease term.
On February 8, 2016, we renewed the lease with the tenant occupying one of our McIntosh Road farms, which was set to expire on June 30, 2016. The lease was renewed for an additional three years, through June 30, 2019, with annualized, straight-line rental income of $63,000, representing a 17.9% increase over that of the previous lease.
On April 5, 2016, we reimbursed the tenant occupying Wauchula Road for $569,607 of costs incurred to construct certain irrigation improvements on the farm. As stipulated in the lease, as of April 1, 2016, we began earning an additional $92,634 of annualized, straight-line rental income on this farm throughout the remaining lease term.
On April 5, 2016, we reimbursed the tenant occupying Parrish Road for $500,000 of our portion of the costs incurred to construct certain irrigation improvements on the farm. As stipulated in the lease, as of April 1, 2016, we began earning an additional $139,073 of annualized, straight-line rental income on this farm throughout the remaining lease term. In addition, in connection with our acquisition of Parrish Road in March 2015, we committed to providing $745,000 as additional consideration and reimbursements of certain costs, contingent upon the approval by a local water management district of increases in certain water permits on the property. These water permits were approved on June 28, 2016, and we remitted $745,000 to the tenant, who was also the seller of the property, on June 30, 2016.
On July 5, 2016, we received payment of approximately $164,000 (including $4,000 of accrued interest) from the California Department of Transportation ("CalTrans") in connection with the settlement of the eminent domain lawsuit for 4.5 acres of nonfarmable land on Espinosa Road. Our cost basis of the 4.5 nonfarmable acres was approximately $156,000, which was previously included in Investments in real estate, net on our Condensed Consolidated Balance Sheet.
On July 15, 2016, we terminated the lease with the tenant occupying Colding Loop prior to its expiration, and, on August 5, 2016, we entered into a new lease with a new tenant to occupy the property. The new lease is scheduled to expire on August 4, 2017, and provides for minimum rental payments of $72,400 over its term. In connection with the early termination of the previous lease, we wrote off $84,600 of deferred rent asset balances to bad debt expense during the year ended December 31, 2016. In addition, during the year ended December 31, 2016, we expensed $8,635 of unamortized leasing costs associated with the previous lease.
On August 25, 2016, we renewed the lease with the tenant occupying Espinosa Road, which was originally set to expire on October 31, 2016. The lease was renewed for an additional four years, through October 31, 2020, with annualized, straight-line rental income of $997,017, representing a 28.1% increase over that of the previous lease. In connection with the renewal, we also assumed the responsibility for the property taxes on Espinosa Road, which were the tenant's responsibility under the old lease. Property taxes on Espinosa Road are approximately $144,000 for the property tax assessment year ending June 30, 2017.
Involuntary Conversions and Property and Casualty Recovery
In April 2014, two separate fires occurred on two of our properties, partially damaging a structure on each property. One occurred on 20th Avenue, destroying the majority of a residential house, and the other occurred on West Gonzales, damaging a portion of a cooling facility. During the year ended December 31, 2014, we wrote down the carrying values of these properties by an aggregate amount of $232,737, and, in accordance with ASC 605, “Revenue Recognition – Gains and Losses,” we also recorded a corresponding property and casualty loss. We recovered $495,700 of insurance proceeds during the year ended December 31, 2014, and, in accordance with ASC 450, “Contingencies,” we recorded these amounts as an offset to the property and casualty loss recorded earlier in the year, resulting in a net recovery. During the year ended December 31, 2015, we recovered an additional $97,232 of insurance proceeds, and such recovery is included in Property and casualty recovery, net on the accompanying Consolidated Statements of Operations.
Repairs have been completed on each of these properties. During the year ended December 31, 2015, we expended $35,648 in repairs and upgrades to the cooler as a result of the fire on West Gonzales, of which $25,682 was capitalized as a real estate addition, and $9,966 was recorded in repairs and maintenance expense, included in Property operating expense on the accompanying Consolidated Statements of Operations. Repairs on 20th Avenue were also completed during the year ended December 31, 2015, at no cost to us. During the year ended December 31, 2014, we expended $496,784 in repairs and upgrades to the cooler, of which $407,096 was capitalized as a real estate addition and $89,688 was recorded in repairs and maintenance expense.
Each of these insurance claims has been closed, and no further recoveries are expected for either of these fires.
Lease Expirations
The following unaudited table summarizes the future lease expirations by year for our properties as of December 31, 2016:
Year
 
Number of
Expiring
Leases
 
Expiring
Leased
Acreage
 
% of
Total
Acreage
 
Rental Revenue
for the Year Ended
December 31, 2016
 
% of Total
Rental
Revenue
2017
 
 
11
(1) 
 
866

 
1.7
%
 
$
2,296,025

 
13.3
%
2018
 
 
4
 
 
2,710

 
5.4
%
 
825,485

 
4.8
%
2019
 
 
3
 
 
2,524

 
5.0
%
 
419,740

 
2.4
%
2020
 
 
9
 
 
28,200

 
55.7
%
 
5,247,810

 
30.3
%
2021
 
 
4
 
 
6,954

 
13.7
%
 
1,606,592

 
9.3
%
2022
 
 
1
 
 
145

 
0.3
%
 
315,896

 
1.8
%
Thereafter
 
 
15
 
 
9,193

 
18.2
%
 
6,593,921

 
38.1
%
Totals
 
47
 
 
50,592

 
100.0
%
 
$
17,305,469

 
100.0
%
(1) 
Includes a surface area lease on a portion of one property leased to an oil company that is renewed on a year-to-year basis, for which we recorded $32,109 of rental revenue during the year ended December 31, 2016.
Future Lease Payments
Future operating lease payments from tenants under all non-cancelable leases, excluding tenant reimbursement of expenses, for each of the five succeeding fiscal years and thereafter as of December 31, 2016, are as follows:
 
 
 
 
Tenant Lease
Period
 
Payments
For the fiscal years ending December 31:
 
2017
 
$
16,356,193

 
 
2018
 
17,404,173

 
 
2019
 
16,911,432

 
 
2020
 
14,679,754

 
 
2021
 
9,067,911

 
 
Thereafter
 
46,168,102

 
 
 
 
$
120,587,565



Portfolio Diversification and Concentrations
Diversification
The following unaudited table summarizes the geographic locations, by state, of our properties with leases in place as of December 31, 2016 and 2015: 
 
 
As of and For the Year Ended December 31, 2016
 
As of and For the Year Ended December 31, 2015
State
 
Number
of
Farms
 
Total
Acres
 
% of
Total
Acres
 
Rental
Revenue
 
% of Total
Rental
Revenue
 
Number
of
Farms
 
Total
Acres
 
% of
Total
Acres
 
Rental
Revenue
 
% of Total
Rental
Revenue
California
 
22

 
6,713

 
13.3
%
 
$
9,829,177

 
56.8
%
 
18

 
3,576

 
21.3
%
 
$
7,754,945

 
65.2
%
Florida
 
15

 
5,567

 
11.0
%
 
3,293,475

 
19.0
%
 
13

 
5,092

 
30.3
%
 
2,166,660

 
18.2
%
Colorado
 
9

 
30,170

 
59.6
%
 
1,452,581

 
8.4
%
 

 

 
%
 

 
%
Oregon
 
4

 
2,313

 
4.6
%
 
1,171,887

 
6.8
%
 
4

 
2,313

 
13.8
%
 
1,168,725

 
9.8
%
Arizona
 
2

 
3,000

 
5.9
%
 
729,232

 
4.2
%
 
2

 
3,000

 
17.8
%
 
338,446

 
2.9
%
Nebraska
 
2

 
2,559

 
5.1
%
 
579,630

 
3.4
%
 
2

 
2,559

 
15.2
%
 
211,908

 
1.8
%
Michigan
 
4

 
270

 
0.5
%
 
249,487

 
1.4
%
 
4

 
270

 
1.6
%
 
247,407

 
2.1
%
 
 
58

 
50,592

 
100.0
%
 
$
17,305,469

 
100.0
%
 
43

 
16,810

 
100.0
%
 
$
11,888,091

 
100.0
%

Concentrations
Credit Risk
As of December 31, 2016, our farms are leased to 40 different, third-party tenants, with certain tenants leasing more than one farm. Dole Food Company (“Dole”) leases two of our farms, and aggregate rental revenue attributable to Dole accounted for approximately $3.0 million, or 17.1%, of the total rental revenue recorded during the year ended December 31, 2016. If Dole fails to make rental payments or elects to terminate its leases and the properties cannot be re-leased on satisfactory terms, there could be a material adverse effect on our financial performance and ability to continue operations. No other individual tenant accounted for greater than 10.0% of the total rental revenue recorded during the year ended December 31, 2016.
Geographic Risk
22 of our 58 farms owned as of December 31, 2016, are located in California, and 15 farms are located in Florida. As of December 31, 2016, our farmland in California accounted for 6,713 acres, or 13.3% of the total acreage we owned. Furthermore, these farms accounted for approximately $9.8 million, or 56.8%, of the total rental revenue recorded during the year ended December 31, 2016. However, these farms are spread across three of the many different growing regions within California. As of December 31, 2016, our farmland in Florida accounted for 5,567 acres, or 11.0% of the total acreage we owned, and these farms accounted for approximately $3.3 million, or 19.0%, of the total rental revenue recorded during the year ended December 31, 2016. Though we seek to continue to further diversify geographically, as may be desirable or feasible, should an unexpected natural disaster occur where our properties are located, there could be a material adverse effect on our financial performance and ability to continue operations. No other single state accounted for more than 10.0% of the total rental revenue recorded during the year ended December 31, 2016.